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Mutual Service Agreement
"I need a Mutual Service Agreement for a software development company and a cloud hosting provider to exchange technical services, with specific focus on data protection and security requirements, planned to commence on March 1, 2025."
1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and brief description of parties' business relationship
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Scope of Services: Detailed description of services to be provided by each party
5. Service Levels: Quality standards and performance metrics for the services
6. Mutual Obligations: Core responsibilities and commitments of each party
7. Commercial Terms: Pricing, payment terms, and invoicing arrangements
8. Term and Termination: Duration of agreement and termination provisions
9. Intellectual Property Rights: Ownership and usage rights of IP created or used during service provision
10. Confidentiality: Protection and handling of confidential information
11. Data Protection: GDPR compliance and data handling requirements
12. Liability and Indemnification: Limitation of liability and indemnification obligations
13. Force Majeure: Provisions for unforeseen circumstances preventing performance
14. Governing Law and Jurisdiction: Application of Dutch law and jurisdiction for disputes
15. General Provisions: Standard legal provisions including notices, amendments, and assignment
1. Insurance: Insurance requirements when services involve significant risks or regulatory requirements
2. Audit Rights: Rights to audit service performance and compliance, important for regulated industries
3. Business Continuity: Disaster recovery and business continuity requirements for critical services
4. Anti-Corruption and Sanctions: Compliance with anti-corruption laws and sanctions, important for international services
5. Security Requirements: Specific security measures and protocols, essential for IT or data-intensive services
6. Personnel Requirements: Qualifications and requirements for key personnel delivering services
7. Transition and Exit: Provisions for service transition and termination assistance
8. Subcontracting: Rules and restrictions regarding use of subcontractors
1. Service Specifications: Detailed technical and operational specifications of services provided by each party
2. Service Levels and KPIs: Detailed performance metrics, measurement methods, and remedies
3. Pricing and Payment Schedule: Detailed pricing structure, rates, and payment terms
4. Contact Details and Escalation Matrix: Key contacts and escalation procedures for both parties
5. Data Processing Agreement: Detailed GDPR-compliant data processing terms if applicable
6. Security Requirements: Detailed security protocols and requirements
7. Form of Reports: Templates and formats for required service reports
8. Transition Plan: Detailed process for service implementation or transition
Authors
Applicable Law
Business Day
Confidential Information
Commencement Date
Data Protection Laws
Deliverables
Effective Date
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Performance Indicators
Material Breach
Party A Services
Party B Services
Personal Data
Personnel
Service Credits
Service Levels
Services
Specification
Subcontractor
Term
Third Party
Working Hours
Change Control Procedure
Charges
Contract Year
Dispute Resolution Procedure
Documentation
Emergency
Implementation Plan
Initial Term
Losses
Notice
Quality Standards
Records
Related Agreement
Security Requirements
Service Credits
Service Failure
Service Provider Personnel
Transition Period
VAT
Service Scope
Service Levels
Mutual Obligations
Performance Standards
Pricing and Payment
Term and Termination
Intellectual Property
Confidentiality
Data Protection
Liability and Indemnification
Force Majeure
Insurance
Audit Rights
Personnel
Subcontracting
Change Control
Dispute Resolution
Notice Requirements
Assignment and Transfer
Non-Solicitation
Compliance with Laws
Anti-Corruption
Security Requirements
Business Continuity
Record Keeping
Transition Services
Exit Management
Severability
Entire Agreement
Governing Law
Third Party Rights
Amendments
Waiver
Counterparts
Information Technology
Professional Services
Financial Services
Healthcare
Manufacturing
Education
Research & Development
Telecommunications
Consulting
Media & Entertainment
Real Estate
Energy
Logistics & Transportation
Legal
Operations
Commercial
Procurement
Business Development
Compliance
Finance
Service Delivery
Account Management
Project Management
Risk Management
Partnership Management
Legal Counsel
Contract Manager
Business Development Manager
Chief Operating Officer
Commercial Director
Procurement Manager
Operations Director
Partnership Manager
Account Executive
Project Manager
Compliance Officer
Risk Manager
Chief Financial Officer
Service Delivery Manager
General Counsel
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